FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPLimited Partnership Agreement • May 28th, 1998 • Insignia Properties Trust / • Delaware
WITNESSETHAssignment and Assumption Agreement • February 12th, 1999 • Insignia Properties Trust / • Real estate investment trusts
EXHIBIT 99.4 SHAREHOLDERS' AGREEMENT This SHAREHOLDERS' AGREEMENT, dated as of January 22, 1999 (this "Shareholders' Agreement"), is made by and among Andrew L. Farkas, James A. Aston and Frank M. Garrison (collectively, the "Shareholders") and...Shareholders' Agreement • February 12th, 1999 • Insignia Properties Trust / • Real estate investment trusts • Maryland
EXHIBIT 2.2 SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND BETWEEN APARTMENT INVESTMENT AND MANAGEMENT COMPANYAgreement and Plan of Merger • February 12th, 1999 • Insignia Properties Trust / • Real estate investment trusts • New York
PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT (the "Pledge Agreement"), dated as of December 30, 1997, is made by INSIGNIA PROPERTIES TRUST, a Maryland real estate investment trust (the "Pledgor"), in favor of FIRST UNION NATIONAL...Pledge and Security Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
EXHIBIT 7.5 AGREEMENT OF JOINT FILING Insignia Properties Trust and Apartment Investment and Management Company agree that the Statement on Schedule 13D to which this Agreement is attached as an exhibit, and all future amendments to this Statement,...Joint Filing Agreement • February 19th, 1999 • Insignia Properties Trust / • Real estate investment trusts
Insignia Properties Trust and Apartment Investment and Management Company agree that the Statement on Schedule 13D to which this Agreement is attached as an exhibit, and all future amendments to this Statement, shall be filed on behalf of each of them. This Agreement is intended to satisfy Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
ARTICLE I DEFINITIONSCredit Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
ARTICLE 2. REPRESENTATIONS AND WARRANTIES OF IPTTax Indemnification Agreement • May 28th, 1998 • Insignia Properties Trust / • California
WITNESSETH:Registration Rights Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
EXHIBIT 99.2 SHAREHOLDER'S AGREEMENT This SHAREHOLDER'S AGREEMENT (this "Shareholder's Agreement"), dated October 1, 1998, is made by and among Andrew L. Farkas, James A. Aston and Frank M. Garrison (the "Shareholders") and APARTMENT INVESTMENT AND...Shareholder Agreement • October 15th, 1998 • Insignia Properties Trust / • Real estate investment trusts • Maryland
WITNESSETH:Registration Rights Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
AMENDMENT NO. 2 TO SHELTER OPTION AGREEMENTShelter Option Agreement • June 17th, 1998 • Insignia Properties Trust / • Real estate investment trusts
ARTICLE IAgreement and Plan of Merger • May 28th, 1998 • Insignia Properties Trust / • Maryland
SECOND AMENDED AND RESTATED ADVISORY AGREEMENT THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this "AGREEMENT") made as of the 1st day of August, 1997, amends and restates in its entirety that certain First Amended and Restated Advisory...Advisory Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
AMENDED AND RESTATED UNCONDITIONAL GUARANTY AGREEMENT -------------------------------- THIS UNCONDITIONAL GUARANTY AGREEMENT (this "Guaranty"), dated as of December 30, 1997, made by INSIGNIA PROPERTIES TRUST, a Maryland real estate investment trust...Unconditional Guaranty Agreement • May 28th, 1998 • Insignia Properties Trust / • South Carolina
February 17, 1998 Insignia Properties Trust/ Insignia Properties, L.P. One Insignia Financial Plaza Greenville, South Carolina 29602 Attn: President Re: Second Amended and Restated Advisory Agreement dated as of August 1, 1997 Gentlemen: Reference is...Advisory Agreement • May 28th, 1998 • Insignia Properties Trust /
Reference is hereby made to that certain Second Amended and Restated Advisory Agreement (the "Advisory Agreement") dated as of August 1, 1997 among Insignia Properties Trust, a Maryland real estate investment trust ("IPT), Insignia Properties, L.P., a Delaware limited partnership ("IPLP"), and Insignia Financial Group, Inc., a Delaware corporation ("IFG"). Capitalized terms used herein, but not otherwise defined, have the meanings assigned to them in the Advisory Agreement.
WITNESSETH:Investors Agreement • May 28th, 1998 • Insignia Properties Trust / • New York
STOCK OPTION AGREEMENT ---------------------- 1. Identification. -------------- This Stock Option Agreement (the "Option Agreement"), dated for identification purposes April 14, 1995 is made and entered into by and between MAE GP Corporation, a...Stock Option Agreement • June 17th, 1998 • Insignia Properties Trust / • Real estate investment trusts • California
EXHIBIT 99.3 IRREVOCABLE LIMITED PROXY This Irrevocable Limited Proxy, dated as of January 22, 1999, is made by and between Apartment Investment and Management Company, a Maryland corporation ("AIMCO"), and Andrew L. Farkas, James A. Aston and Frank...Irrevocable Limited Proxy • February 12th, 1999 • Insignia Properties Trust / • Real estate investment trusts
This Irrevocable Limited Proxy, dated as of January 22, 1999, is made by and between Apartment Investment and Management Company, a Maryland corporation ("AIMCO"), and Andrew L. Farkas, James A. Aston and Frank M. Garrison.
WINTHROP OPTION AGREEMENT This Winthrop Option Agreement (the "Agreement") is entered into as of the 17th day of February, 1998 (the "Effective Date"), by and between Insignia Financial Group, Inc., a Delaware corporation ("Insignia"), and Insignia...Winthrop Option Agreement • May 28th, 1998 • Insignia Properties Trust / • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 15th, 1998 • Insignia Properties Trust / • Real estate investment trusts • New York
ARTICLE 2. REPRESENTATIONS AND WARRANTIES OF AMITAgreement Regarding Certain Assets • May 28th, 1998 • Insignia Properties Trust / • California
ARTICLE I DEFINITIONSAcquisition and Disposition Services Agreement • May 28th, 1998 • Insignia Properties Trust /
